The party was starting to die down but Fry was still going strong. Bender had left him to chase some mechanical skirt, with a vague promise that he'd come back for him soon. Leela had shown up, begrudgingly, and left soon after.

Fry already forgot what this shindig was supposed to be for. Something military related, at least if all the uniforms were an indication of something. But with free booze and food, it could have been a planet wide knit off for all he cared.

"Let me get that for you," he heard a voice croon right at his ear as he was struggling with the punch bowl. He was so drunk by now that his eyes were swimming in his head, and he could hardly grip the ladle. His stomach was already churning at the dread of more alcohol, but Fry had no intention of stopping till he just physically couldn't anymore. After all, what if he sobered up before Bender came back?

He watched Zapp Brannigan, of all people, pouring him a drink with a goofy, tired grin, his eyes half lidded and burning. When he leaned his elbow on the table in an effort to look smug, he slipped off. He would have fallen on his face if not for a smaller pair of hands gripping him, with great effort, from behind. That wheezing behind him could have only been...

"Kif!" Zapp snapped, looking right behind Fry, who was somewhat stable on his feet by now. He saw Zapp jerk his head and mumbled something, and Kif left.

Fry felt his vision go fuzzy, then clear, alternating. He thought he'd fallen asleep for a second here and there. Not that he was able to form even this thought, but he would have trouble remembering what was about to happen.

And Zapp could tell. Fry was disgustingly, drooling, red faced, droopy eyed, about to puke drunk. If he lay his head on the table, he'd pass out.

So Zapp slipped something in Fry's drink that would wake him up a bit. Not too much, but just enough to keep him from falling asleep too soon. He had so many different pills and powders and tablets for so many different physical effects, it was a wonder he kept track.

Pleased that the drug was taking effect the way he wanted, Zapp grinned, prompting the freshly alert, but still painfully drunk Fry to grin toothily back and slobber over his cup.

Fry wasn't his first his choice, but at least he was his second! In the few hours this perfunctory party had been going, the legendary captain had sampled more than his fair share of female guests, but they were insignificant appetizers. A way to kill time while he worked out how to charm Leela. She was especially irritable tonight, unfortunately, so even he knew to back off after a while. He burned so fiercely for her, he had taken a have dazed girl into the lady's room for a quick and rough tryst that left her babbling and him frustrated.

For you see, Zapp often had problems climaxing. If he pounded her hard and focused enough, he could his partner to come, but then he'd still be hard and unsatisfied. But he couldn't go completely celibate, because he had to keep up his reputation as a testosterone oozing conquerer, at least that's how he rationalized it.

So far Leela had been the only woman to inspire his body give into the "little death," and she was long gone.

He'd had his eye on Fry lately, curious about him. After the incident with the alleged Lee Lemon, Zapp had to admit to himself that males were also a viable option to him. There weren't many he particularly liked, and he especially didn't care for the standard issue military gruffs. Some would say that being out at space for months, surrounded by men every day would turn any man gay, but it only turned Zapp off, of the military man, at least. Same old thing every day, it was stale and lifeless.

Now Fry, on the other hand. He had always looked Zapp straight in the eye, and never kissed his ass. Not that Zapp didn't relish such sycophantic treatment, but the fact that Fry acted so different attracted him. But he wasn't just rude like Leela was. As much as her strong headedness turned him on, she did still hurt his feelings quite often.

The reek of booze was so strong Zapp nearly gagged, but still he pressed himself a bit closer, reaching an arm around his shoulders, saying he was helping him stand still. Believing this, Fry leaned against him and chuckled. Even as he did this, he drawled, "Naww, I'm fine! I feel great!"

"Let's blow this dump, soldier," he said, calling him that just out of force of habit. He really didn't spend much time with men that weren't soldiers. In any case, Fry didn't notice. As he walked Fry towards the door, he gestured for Kif to follow. He sighed wearily as he obeyed, and took hold of Fry's other arm.

The drunkenness stopped Fry from caring that his rival and Amy's boyfriend were removing him bodily from the party, where Bender knew to find him, but the energy boost of the drug made him chatty and bubbly.

Zapp burned with pleasure and pride at how comfortable Fry seemed with him, how he leaned against him and kept touching him as he talked. He even brushed his face against Zapp's neck. Fry was not behaving sexually at all, but all this close proximity and touching was foreplay enough for Zapp. He was painfully hard, his heart racing with need. He might have just been optimistic, but he had a really good feeling about Fry.

Just a bit more walking and he took Fry to a grungy motel, waiting for Kif to let them in and turn on the lights. While he pretended to be talking with Fry and interested in his drunken ramblings, Zapp was paying close attention to his surroundings and giving Kif unspoken orders with his eyes and gestures.

Kif climbed on the bed as Zapp eased Fry onto it. The alien looked very disgusted by this and desperate to leave, but Zapp ignored him. He would send him away soon enough, anyway; he just needed help with the technicalities.

Fry was on his knees, with the other two men holding him, and he suddenly pitched forward, throwing a hand to his mouth. He shuddered, but managed to hold it in. "Feeling alright?" Zapp asked in a cheery voice, then gestured for Kif to get something for him, gritting his teeth. His anger at Kif for not anticipating every single problem and rushing to fix it was obvious, exacerbated by his aching erection.

Kif took his time and practically beaned Fry across the head with the wine bucket he found, and while Zapp glared, Fry took it and emptied his stomach. Not all of it got in the bucket. Kif took it away while Zapp dragged Fry further up the bed, away from the mess, and climbed up, to kneel on the mattress right beside him. He moved Fry's body so that he could lie down comfortably, and propped him up with some pillows, then had Kif help him remove Fry's shirt.

By now Fry was not so cheerful. He resisted weakly as he was being undressed all the way to his underwear, and tried to mumble some questions. Concerned that Fry might be sobering up, Zapp was very gentle and soothing with him, trying to make him relax. He knew that Fry would not agree to this if he were sober and fully aware, but Zapp was confident that he could get Fry to want this in his current state. Even if he had to slowly break down his defenses, he'd get Fry to practically beg for it.

"Doesn't that feel better?" he purred, moving to sit beside Fry, and he held him close to himself. He stroked Fry's hair, pleasantly scratching his scalp, and gently stroked Fry's skin to calm him. In a few minutes this seemed to work, so Zapp told Kif to wait outside the room, pretending to ignore the nasty glare he got as an answer.

His stroking turned to gentle massages and Fry looked like he would fall asleep, so he stopped. He helped Fry lie down and knelt over him, his hands at either side of Fry's head, his knees at the sides of his body. Fry still looked drunk, and his artificial alertness was fading. Just as well, Zapp didn't want him panicking.

With a very small, and mostly honest smile, Zapp stroked Fry's jaw, working up to his face, to his hair, and Fry sighed and closed his eyes. His hands were still clenched together on his chest, but he looked much calmer. Careful not to make any noise or sudden movements, Zapp slipped off his gloves and slid his bare hands down Fry's body, fingers hooking the elastic band of his underwear. He watched Fry's face very carefully as he slowly slid them down, and left them mid thigh before daring to move further.

He pushed a hand between Fry's legs, stroking the soft skin of his thighs, slowly moving upwards, just barely touching his still soft cock. Zapp had hoped to see Fry hard, but he could tell he was responding to his touches. He grew hard rather quickly as Zapp kneaded and stroked and squeezed, and he started chewing on his lip, as if having a stimulating dream.

In time Zapp felt himself relax. He didn't even realize how tense he was. When Fry was nicely erect, Zapp pulled the rest of his clothes off hastily, not wanting to risk a second. His plan was to bombard Fry with enough pleasure to chase away any annoying doubts or concerns about consent.

Lowering himself on top of Fry's body was like easing into a jacuzzi. He was slow, careful, delighting in the soft and pleasurable heat. He kept himself propped with his knees so he wouldn't crush him, but he fully enjoyed the full body skin contact, and Fry seemed to as well. He relaxed even further and sighed. His eyes were still closed, though, and his hands still tense.

Zapp supported Fry's head with a hand and kissed him, gently at first, testing the waters. He felt a sudden hunger, a desire to devour Fry's lips and take him much rougher than what would have been safe. But he restrained himself, waiting for Fry to give an inch before he took a mile. At first Fry was a cold fish in his mouth, but as Zapp persisted, Fry started to melt. He groaned, as if sick, but opened his mouth for Zapp and moved his lips. With Fry making an attempt to kiss back, Zapp felt safe to kiss him harder, to snake his tongue in his mouth, to fondle Fry's cock and get it hard again. It kept softening and hardening till at last Zapp started to wake the guy up.

Soon Fry was sliding his hands around Zapp's back, and his fingers dug in as Zapp stroked him. He started moaning loudly, unaware and uncaring at how candid his sounds were. Zapp growled back, so turned on by Fry's sounds. Fry obviously wasn't trying to boost his ego with those sounds, like some girls he'd been with. And Fry didn't even try to reciprocate the pleasure Zapp was giving him. He didn't stroke him or really kiss him, but he wasn't a log, either. He spread his legs and ground himself hard against Zapp's hand and groaned and growled and sighed as he felt like it.

He would have been happy to keep this going for longer, but right now Zapp had a more urgent need. But he realized he forgot something. Fry leaned his head forward as Zapp took his mouth off his, and groaned in disapproval. Zapp distracted him by pumping him harder, and called out to the door for Kif.

A few seconds later, Kif entered, and made a flagrant display at being horrified at what he saw. Zapp rolled his eyes and asked for lube, which Kif got from a cabinet, the whole time throwing an arm over his eyes and making a big deal out of trying not to see this. Zapp snatched the tube and shook his head, sending Kif right back outside, annoyed for a second at Kif's melodrama.

But Fry trying to sit up to kiss him made him forget. He smiled widely at him and indulged him, kissing him fervently as he lubed himself and tossed the tube across the room. He'd put on enough to hopefully slide in somewhat easily, as long as he could keep Fry relaxed and not focused on what he was trying to do. He kissed him slower now as he concentrated on stroking him.

Zapp got on his knees between Fry's legs and gently pulled Fry's hips upwards. He had to stop kissing him for this, but he kept intense eye contact with him, as if to hypnotize him. When he felt comfortable with their positions, Zapp leaned back down to kiss Fry's neck and carefully testing the opening. Fry tensed immediately, but Zapp just as quickly worked to soothe him. Fry whimpered, but didn't fight as Zapp pushed in achingly slow. It was a struggle for them both, but Fry did not seem to be in pain. If anything, Zapp was working much harder trying to get what he wanted without upsetting Fry. Already his muscles were sore, but having finally entered Fry, he felt invigorated.

He held Fry tightly but without hurting him as he fucked him. It was very hard to resist from plowing into so hard he'd hurt them both. But in time he felt safe to go faster and harder, just little bits at a time. He had to let Fry get accustomed to his pace.

Fry's moans could have been from pain or pleasure, it was hard to tell. His face was contorted in a grimace, his teeth gnashing, and he would tighten up but then loosen up inside occasionally. Every few seconds he would take a deep breath and sigh as if in pleasure. Zapp didn't break his stride, but he did try to pull Fry's body this way and that to make it better for him. It was a lot of work, but finally Fry began to yell out, definitely with pleasure this time. His blood shot eyes stared sightlessly at the ceiling, and he tore into his hair with his hands as Zapp grinned with pride.

Fry scrambled to take hold of anything he could, including the headboard that Zapp was pounding his head against. His knuckles were white, his body soaked with sweat, his hair matted, and he looked like he was crying. But he didn't ask Zapp to stop or even put up any resistance, but in fact kept his legs wide open and tried to move along with him.

Zapp felt his pleasure increase dramatically when he kissed Fry, as if the very taste of him was an aphrodisiac. Fry kissed him back and gripped Zapp's hand, making him jack himself off faster. Zapp was beside himself with pure happiness; he felt himself getting very close. He thought about talking, but couldn't think of anything to say. He felt that would actually be awkward, even as he was slamming himself into Fry, his face buried in his neck.

He felt Fry's heart pound faster and faster and his breath get more and more shallow and then pulled back to watch him as he came. He'd never seen a man at this moment, but he got off on what he saw. Fry certainly would not have been ok with sharing something so intimate if he were sober. Even after he came, Fry was still writhing and breathless beneath him, as if he would come again. It was a bit discouraging to Zapp, but he tried not to allow any stress in his mind. Even if it took them all night, he'd come, dammit.

He fought through his exhaustion and tried to stop wishing he hadn't thrown the lube across the room, as it was already drying out. Fry was starting to moan with pain at the friction, but Zapp pushed on, determined. It was really starting to hurt even himself.

Finally Zapp pulled out when Fry's groans turned to pleas. With leaden reluctance, Zapp had slid out and sat beside Fry, frustrated and disappointed enough to feel tears pricking his eyes, but of course he would not indulge in that with another man beside him.

It wouldn't have mattered, anyway, because now Fry was asleep. He still had a distressed look on his face, but he was definitely out. Grimacing, Zapp started masturbating. He really didn't have the heart for it, but he was still hard, still a slave to his physical need. He'd be in a far worse mood, and in great discomfort, for the rest of the night if he didn't take care of this. At first he looked at Fry as he did it, but then turned away, suddenly disgusted. He did not feel that what he did to Fry was wrong, but he was ashamed that he was unable, yet again, to come.

It had been going so well, too. It had been so much more exciting and primal and pleasurable than with most women. And as a bonus, Fry seemed to like it, too. For a few moments there, they had shared something together, like what Zapp always imagined could exist between him and Leela.

It took him quite some time, but he finally brought himself to orgasm, and while it was a sudden, relieving rush, it didn't make him feel any better emotionally. It was no different than stuffing himself with drab, tasteless food after starving for a while.

Woodenly, he took a quick shower and got dressed, while Fry slept on. He glared at Fry, taking out his frustrations of himself out on Fry, hating him anew for getting in the way of him and Leela. Even Zapp knew that was bullshit, but it made him feel better to blame Fry for it, for everything. He had considered getting him cleaned up and taking him back to the party, in case anyone was waiting for him, but he left him just like that, slamming the door behind him.

The End